Beneficial Ownership. The purchase by such Purchaser of the Securities issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.9% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing when added to any other securities of the Company that it or they then own or have the right to acquire, beneficial ownership in excess of 19.9% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Rocky Mountain Chocolate Factory, Inc.), Securities Purchase Agreement (Pieris Pharmaceuticals, Inc.), Securities Purchase Agreement (Pieris Pharmaceuticals, Inc.)
Beneficial Ownership. The purchase by such Purchaser of the Securities Shares issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such each Closing shall have occurred.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Fate Therapeutics Inc), Securities Purchase Agreement (Veracyte, Inc.), Form of Securities Purchase Agreement (Wonder Auto Technology, Inc)
Beneficial Ownership. The purchase by such Purchaser of the Securities Shares and Warrants issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post post-transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post post-transaction basis that assumes that such each Closing shall have occurred.
Appears in 4 contracts
Samples: Stock and Warrant Purchase Agreement (Stereotaxis, Inc.), Securities Purchase Agreement (NeurogesX Inc), Securities Purchase Agreement (TearLab Corp)
Beneficial Ownership. The purchase by such Purchaser of the Securities Shares and Warrants issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such each Closing shall have occurred.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Aveo Pharmaceuticals Inc), Securities Purchase Agreement (Ocera Therapeutics, Inc.), Securities Purchase Agreement (Athersys, Inc / New)
Beneficial Ownership. The Each Purchaser represents that the purchase by such Purchaser of the Securities issuable to it at the Closing Shares will not result in such Purchaser (individually or together with any other Person person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission SEC involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post post-transaction basis that assumes that such the Closing shall have occurred. Such Each Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission SEC to disclose that it has (or that it together with such other Persons persons have) acquired, or obtained the right to acquire, as a result of such the Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post post-transaction basis that assumes that such the Closing shall have occurred.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Heritage Insurance Holdings, Inc.), Securities Purchase Agreement (GENELUX Corp), Securities Purchase Agreement (Reneo Pharmaceuticals, Inc.)
Beneficial Ownership. The purchase by such the Purchaser of the Securities Shares issuable to it at the Closing Closings will not result in such the Purchaser (individually or together with any other Person with whom such the Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.919.99% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing Closings shall have occurred. Such The Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing Closings (when added to any other securities of the Company that it or they then own or have the right to acquire), beneficial ownership in excess of 19.919.99% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such each Closing shall have occurred.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (CohBar, Inc.), Stock Purchase Agreement (CohBar, Inc.)
Beneficial Ownership. The purchase by such Purchaser of the Securities issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such each Closing shall have occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Miragen Therapeutics, Inc.), Securities Purchase Agreement (Unum Therapeutics Inc.)
Beneficial Ownership. The purchase by such Purchaser of the Securities issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing when added to any other securities of the Company that it or they then own or have the right to acquire), beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such each Closing shall have occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Aeglea BioTherapeutics, Inc.), Securities Purchase Agreement (Aeglea BioTherapeutics, Inc.)
Beneficial Ownership. The purchase by such Purchaser of the Securities Shares issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.9% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), beneficial ownership in excess of 19.9% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such each Closing shall have occurred.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Novus Therapeutics, Inc.), Stock Purchase Agreement (Novus Therapeutics, Inc.)
Beneficial Ownership. The purchase by such Purchaser of the Securities issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.9% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing when added to any other securities of the Company that it or they then own or have the right to acquire, beneficial ownership in excess of 19.9% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such each Closing shall have occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Spyre Therapeutics, Inc.), Securities Purchase Agreement (Spyre Therapeutics, Inc.)
Beneficial Ownership. The purchase by such Purchaser of the Securities Shares and Warrants issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.99.999% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), beneficial ownership in excess of 19.99.999% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such each Closing shall have occurred.
Appears in 1 contract
Samples: Securities Purchase Agreement (Iveda Solutions, Inc.)
Beneficial Ownership. The purchase by such Purchaser of the Securities issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.9% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing when added to any other securities of the Company that it or they then own or have the right to acquire, beneficial ownership in excess of 19.9% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred. The foregoing representation and warranty in this Section 3.2(n) is not made by TAS Partners LLC or any of its Affiliates.
Appears in 1 contract
Samples: Securities Purchase Agreement (Cartesian Therapeutics, Inc.)
Beneficial Ownership. The purchase by such Purchaser of the Securities issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.919.99% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), beneficial ownership in excess of 19.919.99% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such each Closing shall have occurred.
Appears in 1 contract
Samples: Stock and Warrant Purchase Agreement (Aileron Therapeutics Inc)
Beneficial Ownership. The purchase by such Purchaser of the Securities issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.919.99% of the outstanding shares of Common Stock or the voting power of the Company on a post post-transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), beneficial ownership in excess of 19.919.99% of the outstanding shares of Common Stock or the voting power of the Company on a post post-transaction basis that assumes that such Closing shall have occurred.
Appears in 1 contract
Samples: Securities Purchase Agreement (Shattuck Labs, Inc.)
Beneficial Ownership. The purchase by such Purchaser of the Securities Debentures and Warrants issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred.
Appears in 1 contract
Samples: Securities Purchase Agreement (Baxano Surgical, Inc.)
Beneficial Ownership. The purchase by such Purchaser of the Securities Shares and Warrants issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post post-transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such each Closing shall have occurred.
Appears in 1 contract
Samples: Securities Purchase Agreement (Gemphire Therapeutics Inc.)
Beneficial Ownership. The purchase by such the Purchaser of the Securities Shares issuable to it at the Closing will not result in such the Purchaser (individually or together with any other Person with whom such the Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securitiesShares) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post post-transaction basis that assumes that such Closing shall have occurred. Such The Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing (when added to any other securities Shares of the Company that it or they then own or have the right to acquire), beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post post-transaction basis that assumes that such each Closing shall have occurred.
Appears in 1 contract
Samples: Securities Purchase Agreement (CARGO Therapeutics, Inc.)
Beneficial Ownership. The purchase by such Purchaser of the Securities issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing when added to any other securities of the Company that it or they then own or have the right to acquire, beneficial ownership in excess of 19.919.999% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such each Closing shall have occurred.
Appears in 1 contract
Beneficial Ownership. The purchase by such Purchaser of the Securities Shares issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission SEC involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.9% of the outstanding shares of Common Stock or the voting power of the Company on a post post-transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission SEC to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), beneficial ownership in excess of 19.9% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred.excess
Appears in 1 contract
Beneficial Ownership. The purchase by such Purchaser of the Securities Shares issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.919.99% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), beneficial ownership in excess of 19.919.99% of the outstanding shares of Common Stock or the voting power of the Company on a post transaction basis that assumes that such each Closing shall have occurred.
Appears in 1 contract
Samples: Stock Purchase Agreement (Catabasis Pharmaceuticals Inc)
Beneficial Ownership. The purchase by such Purchaser of the Securities Shares and Warrants issuable to it at the Closing will not result in such Purchaser (individually or together with any other Person with whom such Purchaser has identified, or will have identified, itself as part of a “group” in a public filing made with the Commission involving the Company’s securities) acquiring, or obtaining the right to acquire, beneficial ownership in excess of 19.929.999% of the outstanding shares of Common Stock Ordinary Shares or the voting power of the Company on a post transaction basis that assumes that such Closing shall have occurred. Such Purchaser does not presently intend to, alone or together with others, make a public filing with the Commission to disclose that it has (or that it together with such other Persons have) acquired, or obtained the right to acquire, as a result of such Closing (when added to any other securities of the Company that it or they then own or have the right to acquire), beneficial ownership in excess of 19.929.999% of the outstanding shares of Common Stock Ordinary Shares or the voting power of the Company on a post transaction basis that assumes that such each Closing shall have occurred.
Appears in 1 contract
Samples: Securities Purchase Agreement (Strongbridge Biopharma PLC)